The Phantom of the Theatre
by Blue Paratroopa
Summary: Rarity takes the lead role in Pinkie Pie's "Wizard of Oz," but finds herself being stalked by a mysterious pony with a mask and a dark secret. What is going on and who is this pony? Parody of "Phantom of the Opera," complete with songs!
1. Rarity's Audition

"Okay, everypony!" announced Pinkie Pie. "The auditions for the _Wizard of Oz_ are open!"

It was a few months after she had put on _Les Miserables, _and Pinkie Pie was just itching to do a new show! She had chosen one that didn't need any censoring this time and was sure that it would be another hit. Twilight was relieved, as this time she didn't have to worry about Pinkie messing up great works of literature, nor did she have to worry about the moral safety of the little fillies. No, everything was just fine this time.

Rarity took the stage first at the head of the line of auditioning ponies.

"Hello, darling," Rarity said happily to Pinkie Pie. "I'm here to audition for the role of Dorothy. I feel that I can relate to her. A smalltown girl living in a lonely world, wanting more than what life had given her. Not that I'm complaining, of course."

"Okie-dokie-lokie!" cried Pinkie Pie happily. "Just sing whatever you want for me!"

Rarity cleared her throat and began to sing. She didn't mind all the other ponies watching her. In fact, she liked being the center of attention.

(To the tune of "Think of Me")

Rarity: _**Di-a-monds**_

_** Lovely and shining**_

_** Nothing can beat their glow**_

_** Di-a-monds**_

_** I can't help pining**_

_** There's nothing better I know**_

_** I value my family and my friends**_

_** Above everything else indeed**_

_** But whenever I see diamonds**_

_** My heart takes the lead**_

(BIG ORCHESTRAL BURST OUT OF FREAKIN' NOWHERE!)

_**I value love and value friendship, too**_

_** But I honestly must confess**_

_** Whenever I see di-a-monds**_

_** I feel truly blessed**_

_** I love to look in**_

_** And see myself back**_

_** There are many things**_

_** I admit I lack**_

_** But...**_

_** Di-a-monds**_

_** I'm never lacking**_

_** I cannot get enough**_

_** Di-a-monds**_

_** I adore stacking**_

_** Them up with what I love**_

_** There's so much in the world**_

_** That I do love**_

_** And on that list, diamonds are high**_

_** Be them red or green**_

_** Or turquoise**_

_** Or blue as the sky**_

(WHOA! THE ORCHESTRA JUST CAME BACK!)

Up in the rafters, a mysterious pony looked down on Rarity. He was dressed completely in black and wore a mask that covered the upper half of his face.

Mysterious Pony: _**Never have**_

_** I heard a voice like...**_

Bravo!

_** Rarity, my precious Rarity**_

_** Coming out here I won't regret**_

_** She may not know of me now but**_

_** She'll know of me yet**_

Rarity: _**I value my family and my friends**_

_** Above everything else indeed**_

_** But whenever I see diamonds**_

_** My heart takes the lead**_

The ponies cheered, along with Spike who had come to see the audition. He couldn't get enough of Rarity's beautiful voice. Or her beautiful anything, for that matter.

Pinkie Pie smiled. She knew she couldn't tell Rarity there and then that she had the part of Dorothy, but she certainly had a good chance.

Rarity looked up towards the rafters, thinking that she heard somepony stomping his hooves in approval from above. But she saw nopony. Perhaps it was only her imagination.

* * *

Here's chapter one! I'm not sure I'm completely satisfied with Rarity's song, but the original one is quite pretty. I'm not a huge _Phantom _fan, I must confess, but it's the kind of show that's just begging to be spoofed. With ponies! It starts out kind of slow, but it will pick up! I think.


	2. Angel of Music?

Soooo I posted this without checking and found out that there's another Pony/Phantom crossover. Whoops. Sorry, Miyajiima. I had no idea. I'll be sure to check out your story and try my darndest not to accidentally copy it. It looks like yours is a little more straightforward, whereas mine is more in a parody vein, so hopefully there won't be any issues. If you have any problems, please let me know!

* * *

He rarely ever left the theatre. He was a phantom, after all.

They called him the Phantom of the Theatre, because that was basically his job position. It was said that every great theatre was haunted, so he was really just doing his job, right?

Who was the "they" that gave him a job title? Oh, nopony special. There were just whispers occasionally from ponies in the town that the theatre was haunted. Nothing ever came of them, though. It was just a little bit of folklore that helped color the town. Almost nopony knew the truth about the matter.

In fact, almost nopony ever saw him, aside from a few janitors who never said anything, fearing that the other ponies would think that they were crazy. After all, a phantom of the theatre? It was just absurd.

But he _was_ the Phantom. And for once, he was leaving the theatre. He almost never left, but this time, he had motivation.

Rarity.

Her voice, her looks, her everything, they danced in his head. He had to get a closer look at that precious pony. He watched her from the theatre's roof as she left. Her boutique wasn't that far away, so the Phantom saw where she lived. Now that night had fallen, he decided to make his move.

Stealthfully, he climbed up the boutique's walls and crept in through Rarity's unlocked window. She shivered a bit as the wind blew in, so the Phantom quickly and quietly shut them. He leaned over the sleeping beauty and couldn't help but sing. If he could just get it in her head that he wasn't a threat...

(To the tune of "Angel of Music")

Phantom: _**Bravi, bravi, bravissima**_

_** Rarity, Rarity**_

_** I am angel, one of music**_

_** Only a figure of dreams**_

_** I'm here to tell you, Rarity**_

_** I'll be watching over you**_

Rarity (in her sleep): _**I've never known any angels**_

_** Not to say I don't believe**_

_** It's just hard for me to grasp it**_

_** It's hard to even concieve**_

_** Somehow I feel that I can trust you**_

_** I've always had good judgement**_

_** Your voice is tender, sweet as honey**_

_** You must be a real angel**_

Phantom: _**Angel indeed, my fair madame**_

_** One here to watch over you**_

_** Angel indeed, my fair madame**_

_** One who loves you, too**_

Rarity (in her sleep): _**I am quite flattered, lovely angel**_

_** Flattered you'd ever love me**_

Both: _**This melody is oh, so pretty**_

_** It doesn't matter it doesn't rhyme**_

Rarity (in her sleep): _**I don't know what to say**_

Phantom: _**Don't say, just sing**_

Rarity (in her sleep): _**It's really quite an honor**_

Phantom: _**Then why do you look scared?**_

Rarity (in her sleep): _**I'm frightened**_

Phantom: _**Don't be frightened**_

Suddenly, there was a knock on the door. Rarity bolted up, out of her sleeping trance. She looked around and found that the room was empty, but the window was open. With a nervous shrug, she opened her door to find a sleepy Sweetie Belle, who was staying with her for the week.

"Rarity," yawned Sweetie Belle, "could you please keep it down? I'm trying to sleep."

"I'm sorry," Rarity said softly, still in a bit of a daze. "I-I didn't realize that I was...you didn't hear somepony _else_ singing, did you?"

"I thought I did, but there's nopony but you and me here, right?"

"Yes, of course," Rarity said, a little bit more confidently, not wanting to scare Sweetie Belle. "I'm sure we were both just dreaming."

"Can you share a dream?" Sweetie Belle asked.

"Well, I...hmm." Rarity was stumped for a minute, and then said, "Stranger things have happened, I suppose. Perhaps it's a unicorn phenomenon. We can ask Twilight about it in the morning. But right now we both need our beauty sleep. Good night, Sweetie Belle."  
Sending her sister off to bed, Rarity went over to the window and looked down over Ponyville. She could have sworn she saw a shadowed figure near the theatre, but it was gone a second later.

...

"I haven't heard of unicorns sharing dreams," said Twilight. "Spike, does that sound familiar to you?"

"Not really," called Spike. "But then again, I'm not a unicorn.

It was the next morning. Rarity and Sweetie Belle had gone over to visit Twilight and Spike.

"How about I look for some more information?" suggested Twilight happily. "I love finding out new things about magic, after all. Imagine all the things we could do in our dreams!"

"Sweetie Belle, why don't you go out and find Apple Bloom and Scootaloo?" suggested Rarity. "I'm sure our search will only bore you."

"Aww," whined Sweetie Belle, "I wanna help!"

Trying to be helpful, she grabbed a book. Unfortunately, that book happened to be under a large pile of other books, which all came tumbling down. "Darn!"

"_Out_," ordered Rarity. With a pout, Sweetie Belle stomped out the door, shutting it behind her.

Rarity turned to Twilight and Spike. "I didn't really tell her to leave because of the books," she confessed. "I think that somepony was in my house last night."

Rarity went on to explain to her friends about her night visitor.

"It was as if I was in a trance," she said, "and Sweetie Belle knocking on my door broke me from his spell. That voice was so..."

"Charming?" suggested Twilight.

"Creepy?" Spike said jealously.

"A bit of both, actually," Rarity admitted. "With emphasis on the creepy part. Sweetie Belle heard it as well. I searched my house earlier this morning and found nothing."

"Curious, very curious," mused Twilight.

"Do you need me to spend the night and protect you?" Spike asked eagerly.

"Thank you, Spikey-wikey," said Rarity, squeezing the dragon's cheeks, "but I think that perhaps a sleepover with the girls would be a better idea. There's power in numbers, you know."

At that second, a pink blur burst through the door.

"Great job, Rarity!" cried Pinkie Pie, who began to sing.

(To the tune of "We're Off To See the Wizard")

Pinkie Pie: _**You're off to see the wizard**_

_** That wonderful, wonderful steed**_

_** Hooray, you win**_

_** Huzzah, you're in**_

_** Because you have gotten the lead**_

_** Of all the leads a pony can get**_

_** I'm sure this one you won't regret**_

_** I bet, I bet, I bet, I bet, I bet**_

_** I bet that you ain't seen nothing yet**_

_** You're off to see the wizard**_

_** There's no reason for you to fret!**_

Dropping Spike, Rarity instantly forgot about her problems. "I've been cast as Dorothy! Oh, what wonderful news! Thank you, Pinkie Pie!"

Pinkie Pie grinned and handed her a script. "Your costume is over in the theater's dressing room if you want to try it on!"

"Oh, I'll head over there right now!"

"But, Rarity," said Twilight, "what about that thing you were worried about?"

"Oh, we'll talk about it tonight," called Rarity. "I simply _must _try on those ruby red slippers!"

"I'm worried about her," murmured Spike.

"Me too," agreed Twilight.

"Yeah," agreed Pinkie. "I sure don't wanna be around when she finds out that the slippers are made of plastic."

* * *

Well, looks like I have a Phantom crossover to check out! Hope you're all enjoying this one so far!


	3. Three Songs in One Chapter

Rarity was trying on her costume when there was a knock on the dressing room door.

"Come in," Rarity called. Spike entered shyly.

"Rarity," he said, "we're, uh, well, first of all, you look great."

"Thank you," beamed Rarity, who was wearing a blue flannel dress with ruby-red slippers. "Normally I wouldn't go so quaint, what with the dress and the plastic slippers and all, but I understand the show's budget and Dorothy is supposed to be rather poor, so I suppose it fits with the character. Now what were you saying?"

"Oh, right," said Spike, snapping out of the daze he normally found himself in when Rarity was around. "We're worried about you. Don't you remember that angel of music thing?"

Rarity admired herself in the mirror. "No, I have not. I'm hoping it was just one of those things. Perhaps it _was_ just a dream. Like I said, I'll have the girls over tonight and we'll stand watch. Besides, I do believe I can take care of myself. Those Diamond Dogs learned that the hard way, if you'll remember."

"Okay..." Spike said quietly. He started to leave, but then turned around and added, "You know I care a lot about you, right?"

Rarity smiled. "Oh, Spikey-Wikey, the feeling is mutual."

With a lovestruck smile back, Spike left.

No sooner was he gone that the voice of the phantom echoed through the room. Rairty looked around nervously, unable to find the source of the angry voice.

(To the tune of "The Mirror")

Phantom: _**Insolent thing, this little dragon**_

_** Leering at you, disgusting**_

_** He isn't worthy of your beauty**_

_** He is far too immature**_

Rarity: _**Are you the angel who had paid me**_

_** A semi-charming visit?**_

_**Again I hear you and I'm frightened**_

_** And again this song doesn't rhyme**_

Phantom: _**Fair Rarity, please forgive me**_

_** Sometimes I just lose my grip**_

_** Hear my sweet voice and come closer**_

_** We can take a trip**_

Rarity: _**Angel of music, I can hear you**_

_** But I cannot see you**_

_** Show yourself, please, I cannot stand it**_

_** Angel, oh, where are you?**_

Phantom: _**I am your angel of music**_

_** Come to the angel of music**_

That voice, that beautiful voice! Again, Rarity found herself in a trance. She had managed to pinpoint the voice down to coming from a certain spot in the room, from under a chair. As Rarity, still in a trance, inspected the chair, a trapdoor opened, sending her falling down into the black abyss.

...

Rarity opened her eyes and found that she had landed on a mattress at the bottom. She appeared to be in a large, cavelike area with a very wet floor. In front of her stood the Phantom. There he was in all his phantom glory. A pony who stood in the shadows with a white mask and cloak.

"Hello, Miss Rarity," he bowed.

"A-are you the angel of music?" stammered Rarity.

"Some call me that," he replied quietly. "It's a title I gave myself. Most of the others know me as the Phantom of the Theatre. Few have seen me, you see, and those who do wish not to tell others in fear that they will be ridiculed. But I am real, very real."

"I see," said Rarity, not knowing what else to say.

"And now," said the Phantom, "would you mind following me?"

Rarity looked up at the trapdoor. There didn't appear to be any other way to go. The Phantom must have had another way out, of course, but not one that she could see at the moment. It appeared that she would have to follow him if she ever wanted to escape. With a nervous sigh, she nodded and began to follow the Phantom down the dark, wet path.

(To the tune of "The Phantom of the Opera")

Rarity: _**I never thought that I**_

_** Would travel through**_

_**The deepest catacombs**_

___**In plastic shoes**_

_** I'm getting them all wet**_

_** And soggy too**_

_** The phantom of the theatre**_

_** Cares not for my shoes**_

Phantom: _**Continue singing, please**_

_** Continue, dear**_

_** Even when it's of shoes**_

_** It delights my ears**_

_** I care about you so**_

_** My love is true**_

_** The phantom of the theatre**_

_** Truly adores your shoes**_

Rarity: _**Well it appears that my**_

_** Guess was correct**_

_** You are no angel as**_

_** I did suspect**_

Both: _**But angel or not, oh**_

_** The voice is pure**_

_** The phantom of the theatre**_

Rarity: _**Continues me to lure**_

_**And I as we walk along**_

_** It starts to dawn**_

_** I haven't an idea**_

_** Of what's going on**_

_** The music's wonderful**_

_** The lyrics...fine?**_

_** The phantom of the theater**_

_** Sends chills right down my spine**_

Phantom: Sing, my angel of music!

Rarity: Wait, I thought _you_ were the angel of music...

Phantom: SING!

Rarity: _**Aaaahhhh**_

Phantom: SING!

Rarity: _**Aaaahhhh**_

Phantom: DON'T STOP!

Rarity: _**Aaaaahhhhh**_...

Perhaps it was the high note she hit, but more than likely, it was out of fear that Rarity suddenly fainted.

The Phantom leaned over her unconscious body. Picking her up, he gently laid Rarity on his back and continued on through the tunnels himself.

Eventually, they came to an opening where the Phantom lived and slept. Aside from a bed and a few chairs and tables, the only thing that really stuck out was an enormous organ that the Phantom would play late at night when nopony was around to see him.

He lay Rarity down on his bed and sighed deeply. Here she was, the most beautiful pony he had ever seen with a voice to match, and she fainted in his presence. There was no telling what she would do if she ever saw him without his mask on.

(To the tune of "Music of the Night")

Phantom: _**Call it stalking**_

_** Say that it's unwanted**_

_** I can't help it**_

_** After you have flaunted**_

_** Flaunted your sweet voice, it**_

_** Is something I rejoice, it**_

_** Sets my soul alight with something new**_

_** Can you blame me, dear, for stalking you?**_

_** You're so precious**_

_** And I'm just malicious**_

_** You're a goddess**_

_** And I am the oddest**_

_** I have watched you sleeping**_

_** Does that count as creeping?**_

_** Honestly, I've nothing else to do**_

_** Can you blame me, dear, for stalking you?**_

_** Close your eyes**_

_** Oh, wait you already have**_

_** You look like the angel I long to be**_

_** Just sit back and listen, listen well**_

_** So you'll hear my musical soliloquy**_

_** Call it pervy**_

_** Say that it unnerves you**_

_** I can't help it**_

_** Though I don't deserve you**_

_** You have got me fawning**_

_** From the night till sun's dawning**_

_** It's no wonder that I'm feeling blue**_

_** Can you blame me, dear, for stalking you?**_

_** Close your eyes**_

_** Or at least keep them closed as I sing**_

_** Let my lullaby send you through your dreams**_

_** Check out this really high note I can hit**_

_** As the meta lyrics add a slight wit**_

_** Call it messed up**_

_** Call on the royal guards**_

_** I can't help it**_

_** I have fallen so hard**_

_** I cannot resist you**_

_** So I will persist you**_

_** Until our love is pure and oh, so true**_

_** Can you blame me, dear, for stalking you?**_

(ANOTHER BIG ORCHESTRAL BURST OUT OF FREAKIN' NOWHERE!)

_** Let me sing another bar or two**_

_** Can you blame me, dear, for stalking you?**_

* * *

Well, that was pretty fun to write! As you can probably tell, I'm not a huge fan of "Phantom," but it's a lot of fun to spoof! It's just so delightfully over-the-top.


	4. Three More Songs!

Rarity awoke in her dressing room. Everything was as it was before, with no evidence that the Phantom had ever been there...except for a single red rose next to her.

"He was here!" she gasped. So it wasn't a dream. The question now was, what was she to do about it?

...

Naturally, Rarity called all of her friends and told them about what had happened.

"Oh boy!" cried Pinkie Pie. "Another who-do-done'd-it!"

"Not really," said Twilight. "We know who-do-done'd...I mean, who did it, but we don't know how."

"His voice put me in a trance," explained Rarity, "and I woke up in some cavelike lair."

"This calls for some detecting!" cried Pinkie Pie. "First, I'll dust for fingerprints."

Pinkie pulled a huge bag of flour seemingly out of nowhere and blanketed the room with whiteness.

"But he had hooves," said Rarity.

"Oh. Oops."

"If we could just go about this logically..." Twilight began, before she was shoved out of the room along with everypony else by Pinkie Pie.

"No time for logic!" cried Pinkie Pie. "Detective Pinkie is on the case! But I need privacy if I'm gonna figure this one out!" With that, she slammed the door and began to poke around the floury room.

...

What seemed like hours passed, and Pinkie Pie had gotten nowhere. She began to regret pushing the others out so hastily. With a sigh, she sat down in a chair, triggering the trapdoor.

Down Pinkie plunged.

"WHEEEEEEEE!"

Pinkie Pie landed on the soft mattress and was immediately up, bouncing around happily. "Wow! I so wanna do that again!"  
"_You're_ not Rarity," said a voice.

Pinkie Pie looked up to see an angry Phantom approaching.

"Hi!" she cried. "I'm Pinkie Pie...I mean, I'm a dective! Where were you on the night of the second?"

"Down here," the bewildered Phantom answered. "But what does that have to do with Rarity?"

"Absolutely nothing," replied Pinkie Pie. "I was just curious. What I really wanna know is what's with the trapdoor and the haunting and all that jazz?"

"Well..."

"And what is this place? And why were you in Rarity's room?"

"I..."

"And why are you wearing that creepy mask?"

"ENOUGH!" bellowed the Phantom. "One question at a time," he said, recomposing himself. "I have lived in this theatre for years, haunting it. It was built over an old cave and I decided to take advantage of such a location. As for the mask, perhaps I should dumb it down a bit for you."

(To the tune of "If I Only Had a Brain")

Phantom: _**Well, the gloomy times are swarmin'**_

_** Cause I am all deformed and**_

_** Look worse than any crook**_

_** No makeup can undo it**_

_** And this mask I had to glue it**_

_** Cause I just don't have the looks**_

_** I just had to be a recluse**_

_** For I am just of no use**_

_** Perhaps I'll write a book**_

_** But for now though it's daunting**_

_** I'll just stick to my haunting**_

_** Cause I just don't have the looks**_

Pinkie Pie: _**Oh you are silly too**_

_** It's about what's inside**_

_** You have gotta take some pride**_

_** So stop and grin**_

_** And smile wide**_

Phantom: _**I appreciate your kindness**_

_** It's been too hard to find that**_

_** All chances nature took**_

_** But you'd scream if you could bask**_

_** At what's under this white mask**_

_** Cause I just don't have the looks**_

"Well, that explains most of it," said Pinkie Pie. "But what about Rarity?"

The Phantom looked away sadly. Finally, he managed to mutter an answer. "...I love her."

"Wow!" cried Pinkie Pie. "She could be your special somepony!"

"Perhaps," said the Phantom. "I certainly hope she is. But I must be the one to tell her. You must swear to secrecy."

"Can do, will do!" grinned Pinkie Pie. "I love secrets! I'm the best secret-keeper you've ever seen! But you should probably stay out of her bedroom."

"I read in a book about vampire ponies that women found that charming," shrugged the Phantom.

"Can't believe everything you read," said Pinkie Pie with a wink. "Now how do I get out of here, anyways?"

The Phantom pointed to a staircase. "It leads to a secret passageway in the janitor's closet. Please tell Rarity that I say hello."

"Sure thing!" called Pinkie Pie as she bounced up the stairs.

...

The six ponies (and one dragon) regrouped shortly where Pinkie Pie told them everything, sans the Phantom's love for Rarity, of course.

"So he's really not so bad?" Fluttershy asked quietly.

"Nopey-dopey!" said Pinkie Pie. "He's just lonely."

"Shucks," smiuled Applejack, "we should try to get him up here more often."

"Yeah," said Rainbow Dash. "I never met a Phantom before! I'll bet his cave is great for exploring!"

"I don't know," said Spike. "I still don't trust the guy."

"Don't worry, everypony," said Rarity. "We've straightened it all out. It's all said and done. I propose that we go back to our normal lives. If the Phantom wishes to visit, he may."

The ponies agreed and began to leave. Pinkie paused and added, "He says hi, by the way."

"How sweet," said Rarity with a faint smile.

Spike lingered behind to talk to Rarity.

"I'm worried," he confessed.

"Why so, dear Spike?" asked Rarity.

"Well, this pony might just be lonely, but I'm kind of nervous about this whole thing. I mean, trapdoors, showing up in your bedroom, making you sing till you faint, carrying you around, it just rubs me the wrong way."

"It's very sweet of you to worry, but I wouldn't be too upset," Rarity said, comforting the little dragon. "He just sounds lonely. From what Pinkie Pie says, he seems harmless, just a tad eccentric. I'm sure we can all be friends someday."

Spike looked at his feet. "I'd hate for anything to happen to you, that's all."

Rarity gave him a hug. "Don't worry," she assured him.

(To the tune of "All I Ask Of You")

Rarity: _**No more talk of phantoms**_

_** I'm leaving that behind**_

_** I'm here, safe as always**_

_** Despite these awkward few days**_

_** Let me just assure you**_

_** That I will be quite fine**_

_**I'm know no one will hurt me**_

_** Long as you don't desert me**_

Spike: _**Say you'll be with me and all the others**_

_** Say you'll be with us and never leave**_

_** Wherever you go I just must know that**_

_** Promise me we'll never really be apart**_

_** You are inside my heart**_

Rarity: _**Little Spikey-Wikey**_

_** You're quite special to me**_

_** You make me feel delighted**_

_** You deserve to be knighted**_

Spike: _**All I want to know is**_

_** That you'll live happily**_

_** To know that would be comfort**_

_** To know that you are unhurt**_

Rarity: _**Then say you'll always be the sweetest dragon**_

_** Say you'll always be so innocent**_

_** Say you'll always be so kind and loving**_

_** And I promise you we'll never be apart**_

_** You are inside my heart**_

Spike: _**Say you'll always find a happy ending**_

_** That is all I really want for you**_

Rarity: _**And I want that for you as well, dear Spikey**_

_** And remember as through this strange world you dart**_

Both: _**You will be safe inside my heart**_

(HERE COMES THAT ORCHESTRAL BURST AGAIN!)

Both: _**You will be safe inside my heart**_

Rarity picked Spike up and put him on her back. The two friends walked out of the theatre and into the sunset, unaware that somepony else was watching them.

The Phantom was in the rafters. He had come in on the last part of the song and had misheard most of what was said. Had Rarity taken a lover? One so young, not of the same species, over him?

(To the tune of "All I Ask Of You Reprise")

Phantom: _**So there is another**_

_** Someone who is not me**_

_** He's not good enough for you**_

_** Not like me, I adore you**_

_** So there is another**_

_** Who loves fair Rarity**_

_** Rarity...**_

_** Rarity...**_

Spike and Rarity (in the distance): _**Say you'll be with me and all the others**_

_** Say you'll be with us and never leave**_

_** Wherever you go I just must know that...**_

Phantom: _**There is now a new plan I must start**_

_** And I will be inside her heart**_


	5. The Phantom Confronts Rarity

The next day rehearsal officially began. The stage was buzzing with ponies, all in costume. Through the crowd, Rarity and Pinkie Pie spotted each other. The two met each other at the stage's base and embraced happily.

(To the tune of "Masquerade")

Rarity: _**Pinkie Pie!**_

Pinkie Pie: _**Rarity!**_

Rarity: _**Rehearsals have finally started**_

Pinkie Pie_**: I'm so excited I could burst**_

Rarity: _**The show will be under way**_

_**What a lovely play**_

Both: _**Here's to us**_

_** A toast to the show**_

_**For we know**_

_** It will be well-rehearsed!**_

All: _**Here we go**_

_**We are starting our show**_

_**Here we go**_

_**Light the lights and raise up the curtain**_

_**Here we go**_

_**The script tells us all so**_

_**Here we go**_

_**A happy ending is certainly certain**_

_**On our way**_

_**With the sets**_

_**With this play**_

_**We will get-**_

"STOP!" a voice suddenly shouted. Everypony looked up to see a tall, dark figure standing in the rafters. It was the Phantom.

Naturally.

Grabbing a rope, the Phantom swung down onto the stage, landing in front of Rarity. "Hello, Rarity," he said softly.

"How lovely to see you again," said Rarity. "…under slightly less disturbing circumstances, of course."

"You speak a little too soon," said the Phantom. "I am here to make an announcement."

"You're leaving?" Spike asked hopefully.

"Far from it," the Phantom coldly replied. "I am here to announce that we are no longer doing _The Wizard of Oz._"

The ponies murmured confusedly to each other.

Derpy raised her hoof. "Yes we are! It says so on the poster."

The Phantom raised his head back and laughed deeply. "No, we are doing a play that I have written about the marriage of Don Juan. I shall play Senior Juan and Rarity shall play my bride."

Rarity broke away from the Phantom. "No! Are you crazy?"

"Don't you see?" the Phantom asked desperately. "Now we can both be stars _and _we can wed in front of everypony! Our lives will be complete as one, instead of that little reptile."

"Spike?" said Rarity. "B-but Spike and I aren't…"

"You aren't?" gasped the Phantom.

"We aren't?" gasped Spike.

"Well, I…er…" Rarity struggled to find the right words. "…you can't go bossing ponies around like this, you bully! I am not in love with you! You seem delusional, if you ask me!"

The Phantom gripped his chest as if he had been shot through the heart. Angrily, he grabbed his rope and swung up to a chandelier that was dangling from the ceiling. Down it plunged, crashing to the floor. Thankfully, nopony was hit, but everypony was badly shaken. The Phantom swung down again towards Rarity.

"What do you say now?" he asked.

"You're insane!" cried Rarity.

"Marry me or I'll do it again!"

"We only had one chandelier, you moron!"

The Phantom was now in a corner. Thinking quickly (or rather not thinking at all), he grabbed Rarity and burst ran down the hallway, being chased by the angry crowd of ponies. The Phantom kicked down the door to the janitor's closet and burst through the secret entrance to his underground lair, with the mob still in tow.


	6. Big Finale

The chase was on! The ponies' hooves thundered on the rocky floor as they chased down the Phantom. The Phantom, thinking quickly, pulled a lever. Down came a huge pile of old furniture, blocking the path for the other ponies as he escaped.

"He's made his own barricade!" gasped Twilight.

"Aww, man," whined Pinkie Pie. "We did _Les Miserables_ last time! We could have used this as a prop!"

"I think I can squeeze through," said Spike, pointing at a little opening.

"Go, then!" cried Rainbow Dash. "The rest of us will work on demolishing this heap of junk! We'll catch up with you!"

Spike wriggled through the opening and took off after the Phantom through a labyrinth of caverns. He was able to find his way to the center easily, however, due to the Phantom's singing ringing through the caves, along with Rarity's screams. Spike finally came upon the Phantom's hideout where the Phantom was playing his organ for Rarity, who sat screaming in a cage dangling above a pit of water.

(To the tune of "The Phantom of the Opera")

Phantom: _**Embrace your destiny**_

_**Embrace your dream**_

_**I am in love with you**_

_**Why do you scream?**_

"Shut up!" yelled Spike, jumping out of the darkness. "And let Rarity go!"

The Phantom simply smirked and pressed down on an organ key. The ground under Spike crumbled, dropping him into a small chamber below.

(To the tune of "Oogie Boogie's Song")

Phantom: _**Well, well, well**_

_**What have we here**_

_**The little dragon, hmm?**_

_**Is that the best they could do?**_

_**I'm terrified, really, what a huge threat!**_

Spike growled up at the Phantom and clawed at the walls, trying to climb back up. The Phantom pressed another key and a springloaded boxing glove burst out of the wall, knocking the dragon back.

Phantom:_** You're joking, you're joking**_

_**Is this thing really all?**_

_**Is this the savior that they sent?**_

_**Look at him, oh so small**_

With another pressed key, Spike was launched out of the chamber and onto a raised platform, also above a pit of water, though this one was filled with sharks.

Phantom: _**He's tiny, he's wimpy**_

_**There's not much else to add**_

_**Again, for "Spikey-Wikey"**_

_**I must dumb it down a tad**_

The Phantom pressed yet another key. Several guns popped out of the walls and began to shoot, not at Spike, but at the foundation of the platform, sending the dragon falling into the pool of sharks,

Phantom: _**The Phantom of the Theatre**_

_**Has got this under wraps**_

_**You will not rescue Rarity**_

_**You'll get snared in these traps**_

His arms flailing wildly, Spike managed to grab a rope and swung over to the Phantom.

Phantom: _**And when the traps all snap down**_

_**I'll see something I'll like**_

_**The sight of you in agony**_

_**Spike snared up on a spike**_

_**Oh ohh**_

Spike: _**Oh ohh**_

Phantom: _**Oh ohh**_

Spike: _**Oh ohh**_

Phantom: _**Oh ohh**_

Spike: Enough already!

Phantom: _**You won't get by all my traps!**_

With another pressed key, several more guns emerged and began to fire at Spike's feet, making the dragon tap-dance to stay alive. Despite that, he kept his eyes on the Phantom and began to sing.

Spike: _**You think you're great**_

_**But what I say**_

_**Will just make you dismayed**_

_**The way you hide behind your traps**_

_**I'd say that you're afraid**_

The guns ran out of bullets. Seeing an opening, Spike dove at the Phantom. The evil pony stepped out of the way, causing Spike to miss and tumble towards a chasm. Spike gripped the edge of the large platform the two were on, saving himself. The Phantom towered over him.

Phantom: _**No, you're joking, you're joking**_

_**You think that I'm distressed**_

_**I built these traps all by myself**_

_**I've been bored, I confess**_

_**That's something, admit it**_

_**Let's see if you are tough**_

_**And now with your permission**_

_**I'm going to do my stuff**_

"What are you going to do?" asked Spike.

"I'm going to steal the show!" sneered the Phantom.

With that, the Phantom began to dance wildly in a flash of music and color. Spike and Rarity stared in shock.

Phantom: _**Whoa!**_

_**I live for games of cat-and-mouse**_

_**For Rarity my sweet**_

_**But now the game must sadly end**_

_**The cat has gotta eat**_

_**You think you're big, you think you're strong**_

_**Your dreams will all collapse**_

_**Along with the rest of you**_

_**When you fall in my traps**_

Spike growled again and managed to climb onto the ledge. He made a mad dash towards the organ, but was tripped by the Phantom, sending him sprawling onto the cold stone.

Spike: _**How come you're acting so aloof**_

_**Why not come fight me, hand to hoof?**_

He tried to get up, but the Phantom stepped on him and began to dance, sending his hooves down on Spike's chest with each step.

Phantom: _**You're joking, you're joking**_

_**I mean really, come on**_

_**This isn't about fighting now**_

_**It's really brains and brawn**_

_**Since I'm the brains**_

_**Then that would mean**_

_**There's not much brawn to wit**_

_**So goodnight, "Spikey-Wikey"**_

_**The game is over**_

_**That's it**_

Spike struggled to his feet and ran over to the organ. "Let's see how you like your traps!" he yelled, pressing a button. Instantly, a cage came down on him.

"You have to know which buttons to press," bragged the Phantom.

"STOP IT!" thundered Rarity.

The Phantom looked up in alarm.

"You're nothing but a bully," continued Rarity, "and an insane one at that! Now let me and Spike out of these cages and leave! I will never love you!"  
The Phantom looked down. "As you wish," he finally said.

Soon, Rarity and Spike were free, thanks to the Phantom. The two of them glared at him. The Phantom began to walk away when the mob of ponies burst through the cavern's opening.

"There he is!" shouted Rainbow Dash.

"Let's get him!" cried Applejack.

"No, no," said Rarity. "He's let us go and he was just leaving, weren't you, Phantom?"

"Yes," he sighed. "I was. I have no idea where to go, though. I ran away when I was just a foal because of my horrible deformity. I suppose, since I will never see you again, I can show you all."

Taking off his mask, the Phantom revealed his red, scarred face. It was lumpy in some places and sunken in others.

Fluttershy stepped forward. "If you ask me, I…I don't think it looks so bad."

"You don't?" said the Phantom, taken aback.

"No, I really don't."

The other ponies all nodded.

"So you all like me just the way I am?" the Phantom smiled hopefully.

"Well," said Rarity, "you certainly have some issues to work through. You can't just kidnap ponies and then try to murder their friends."

A few girl ponies flocked over to the Phantom.

"Speak for yourself!" cried one of the girls. "We love you _because _you're psychotic!"

"Who knew he could get himself a love-struck fanbase?" whispered Spike. "I tell you, ponies will fall for the weirdest stuff."

"All ponies have a little weirdness in them," said Pinkie Pie as she munched on a cupcake.

"Well, girls," said the Phantom, "if you all like me for who I am, then I have a renewed sense of confidence! I'm off to Pony Island to make my fortune! Perhaps we'll even have a sequel!"

"Let's not," Rarity whispered to herself.

With a flourish of his cape, the Phantom vanished.

"How in the name of Celestia does he do that?" wondered Applejack.

"I wonder how we should end the story," said Pinkie Pie. "How about a CAVE DANCE PARTY?"

(To the tune of "We Go Together" from _Grease_)

All: _**We go together like**_

_**Doodle-oodle-oodle**_

_**And a dabba-da-doo-dee-doo**_

_**Together forever**_

_**Like yadda yadda yadda**_

_**And skiddlelee-did-dee-doo**_

_**Whoa whoa waddle-we-dop-we-do**_

_**That's the way it should be**_

_**Uh-huh yeah!**_

_**We're one of kind like**_

_**Blah blah blah blah**_

_**Blah blah blah blah**_

_**Our names are signed like**_

_**Aafdakjhfakfahfdkadjfghajdf**_

_**Zip zip**_

_**Zip-a-dee-doo-dah yeah**_

_**We'll always be like one**_

_**One, one, whatever**_

_**We'll all do that one thing**_

_**And then that other thing**_

_**And then that first thing again**_

_**And after that we'll cheer**_

_**Insert some lyrics here**_

_**We all love having fu-uh-uh-uh-uh-un**_

_**Doodle waddle riddle**_

_**Yadda wa di tee doo**_

_**Zoobba doopa wooba**_

_**Boppity gloat freckle**_

_**Sniver diver diver**_

_**Dee Bradley Baker**_

_**I don't actually like Grease that much**_

_**I don't agree with the moral**_

_**Sandy was cuter before she got slutty**_

_**What kind of lesson is that to teach kids?**_

_**Woogedy boogedy toogedy**_

_**Tuna scoona luna**_

_**I love you, Tabitha**_

_**Robble robble robble robble robble**_

_**Radda radda radda radda radda**_

_**Hoop-dee-doop-dee-doop**_

_**Is anyone still reading this?**_

_**I could type anything at this point**_

"So did we learn anything about friendship today?" Twilight asked Spike as they were dancing.

"Well, we learned that you shouldn't judge someone by how they look," said Spike, "but he was actually pretty nuts, so I guess we didn't learn anything."

"Works for me."

All: _**We're for each other like**_

_**Shibby bibby bibby bibby**_

_**With a side of wontons**_

_**Just like my brother is**_

_**Random nonsense words are not really lyrics**_

_**Chang chang changity chang shoo bop**_

_**We'll always be together**_

_**Wa-oo yeah**_

_**Always be together**_

_**Always be together**_

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_**All work and no play makes Jack a dull boy Always be together**_

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_**Etc**_

_**Etc**_

_**Etc**_

So they danced into the night. And they all lived happily ever after.

THE END


End file.
